|
item |
Clarification |
|
Introduction |
The Board of Directors of Al Hassan Ghazi Ibrahim Shaker Company is pleased to invite its shareholders to attend the Extraordinary General Assembly’s meeting (first meeting), which will be held, by means of modern technology, at 8:00pm , on Monday 09/11/1444 corresponding to 29/05/2023 |
|
City and Location of the General Assembly’s Meeting |
Head quarter of Shaker Company located in El Shafah, Riyadh – through the modern technology |
|
URL for the Meeting Location |
https://tadawulaty.com.sa |
|
Date of the General Assembly’s Meeting |
29-05-2023 Corresponding 09-11-1444 |
|
Time of the General Assembly’s Meeting |
8:00PM |
|
Attendance Eligibility |
Each shareholder registered in the shareholders register in the Securities Depository Center at the end of trading preceding prior to the Extraordinary General Assembly Meeting, have the right to attend the Extraordinary General Assembly as per the Laws and Regulations |
|
Quorum for Convening the General Assembly’s Meeting |
According to article 34 of the company’s Articles of Association, The quorum necessary for this Extraordinary General Assembly meeting is shareholders representing 50% of the Company’s capital; however, if the quorum was not present for the first meeting, a second meeting will convene an hour after the allocated time slot of the first, and that meetings’ quorum necessary is shareholders representing quarter of the Company’s capital. |
|
General Assembly Meeting Agenda |
1- Review and discuss the audited financial statements for the fiscal year ended 31/12/2022. 2- Reviewing and discussing the Board of Directors’ report for the financial year ended 31/12/2022. 3- Voting on the appointment of the Company’s auditor from among the candidates based on the recommendation of the Audit Committee, to examine, review and audit the financial statements for the second, third and annual quarters of the fiscal year 2023 and the first quarter of the fiscal year 2024, and determine his fees. 4- Voting on the auditor’s report for the financial year ended 31/12/2022 5- Voting on the disbursement of SAR 1,206,564 as remuneration to the members of the Board of Directors for the financial year ended 31/12/2022 AD. 6- Voting on the discharge of the members of the Board of Directors from liability for the financial year ended 31/12/2022 AD. 7- Voting to amend the company’ bylaw in accordance with the new Companies Law (attached). 8- Voting on the amendment of the Audit Committee Charter (attached) after approving the amendment of the bylaw. 9- Voting on the amendment of the Nomination and Remuneration Committee Charter (attached) after approving the amendment of the bylaw 10- Voting on the amendment of the remuneration policy for the members of the Board of Directors and the committees (attached) after approving the amendment of the bylaw. 11- Voting on the amendment of the membership policy and criteria of the Board of Directors (attached) after approving the amendment of the bylaw 12- Voting on the business and contracts concluded between the company and Abdullah Abunayyan Trading Company, in which the Chairman of the Board of Directors, Mr. Abdulelah Abunayyan, and Mr. Azzam Al-Mudaihim, have an indirect interest, which is a purchase order contract for the supply of electric forklifts to the company in the amount of (360,000) thousand Saudi riyals. (attached) 13- Voting on the works and contracts concluded between the company and Masdar Building Materials Company, in which the Board Member Mr. Musab Sulaiman Al-Muhaidib has an indirect interest, which is (2) maintenance work contracts provided by the company to Masdar Building Materials Company, in the amount of (89,700) Saudi riyals. (attached)
14- Voting on the delegation of the Board of Directors with the authority of the Ordinary General Assembly with the license mentioned in paragraph (1) of Article Twenty-Seven of the Companies Law, for a period of one year from the date of approval of the General Assembly or until the end of the session of the authorized Board of Directors, whichever is earlier, in accordance with the conditions contained in the Executive Bylaws of the Companies Law for Listed Joint Stock Companies.
|
|
Proxy Form |
Attached |
|
E-Vote |
Please note that the shareholders are able to electronically vote on agenda items through the services of Tadawulaty starting from Friday 26/05/2023 Corresponding to 06/11/1444 at 01:00 a.m. until the end of the Extraordinary General Assembly, and the electronic voting mechanism is available with no cost for all shareholders through the following link: www.tadawulaty.com.sa |
|
Eligibility for Attendance Registration and Voting |
Eligibility for Registering the Attendance of the General Assembly’s Meeting Ends upon the Convenience of the General Assembly’s Meeting. Eligibility for Voting on the Business of the Meeting Agenda Ends upon the Counting Committee Concludes Counting the Votes |
|
Method of Communication |
All shareholder’s inquires and questions ,please contact the company via: Email : a_algublan@shaker.com.sa Tell : 0112638900 ext:11534 |
|
Additional Information |
Remote voting will suffice |
